Title to Collateral; Perfected Security Interest Sample Clauses
The "Title to Collateral; Perfected Security Interest" clause establishes that the borrower has legal ownership of the collateral and grants the lender a perfected security interest in it. In practice, this means the borrower confirms they have the right to pledge the collateral and that no other parties have conflicting claims, while the lender takes necessary steps, such as filing financing statements, to ensure their interest is legally recognized and enforceable against third parties. This clause is essential for protecting the lender’s rights in the event of default, ensuring they have priority over the collateral and reducing the risk of disputes over ownership or competing claims.
Title to Collateral; Perfected Security Interest. The Pledgor has good and marketable title to the Additional Collateral, free of all Liens (other than the Lien created by the Collateral Agreement) and Transfer Restrictions. Upon delivery of the Collateral to the Collateral Agent, the Collateral Agent will obtain a valid, first priority perfected security interest in, and a first lien upon, such additional Collateral subject to no other Lien. None of such Additional Collateral is or shall be pledged by the Pledgor as collateral for any other purpose. This Certificate may be relied upon by the Trust as fully and to the same extent as if this Certificate had been specifically addressed to the Trust.
Title to Collateral; Perfected Security Interest. The Pledgor has good and marketable title to the Pledged Items, free of all Liens (other than the Lien created by this Collateral Agreement) and Transfer Restrictions. Upon delivery of the Pledged Items described in paragraphs (b) and (c) of Section 1 to the Collateral Agent hereunder, the Collateral Agent will obtain a valid, first priority perfected security interest in, and a first lien upon, such Pledged Items subject to no other Lien. None of the Collateral is or shall be pledged by the Pledgor as collateral for any other purpose.
Title to Collateral; Perfected Security Interest. Pledgor has good and marketable title to the Additional Collateral, free of all Liens (other than the Lien created by the Collateral Agreement) and Transfer Restrictions and has good, right and lawful authority to assign, transfer and pledge such Additional Collateral under the Collateral Agreement. Upon delivery of the Additional Collateral to the Collateral Agent, the Collateral Agent will obtain a valid, first priority perfected security interest in, and a first lien upon, such Additional Collateral subject to no other Lien. None of such Additional Collateral is or shall be pledged by Pledgor as collateral for any other purpose. This Certificate may be relied upon by Purchaser as fully and to the same extent as if this Certificate had been specifically addressed to Purchaser. Capitalized terms not otherwise defined Certificate have the respective meanings specified in the Collateral Agreement.
Title to Collateral; Perfected Security Interest. The Pledgor has good and marketable title to the Substituted Collateral, free of all Liens (other than the Lien created by the Collateral Agreement) and Transfer Restrictions. Upon delivery of the Collateral to the Collateral Agent, the Collateral Agent will obtain a valid, first priority perfected security interest in, and a first lien upon, such Substituted Collateral subject to no other
Title to Collateral; Perfected Security Interest. The Pledgor:
(i) owns the Pledged Items, free of all Liens (other than the Lien created by this Agreement) and Transfer Restrictions (except for the Permitted Transfer Restrictions); and
(ii) is not and will not become a party to or be otherwise bound by any agreement, other than this Agreement and the Indenture, that (x) restricts in any manner the rights of any present or future owner of the Collateral with respect thereto or (y) provides any Person other than Pledgor or any securities intermediary through which any Collateral is held (but, in the case of any such securities intermediary, only with respect to Collateral held though it) with Control with respect to any Collateral. Upon delivery or transfer to the Collateral Agent of Pledged Items as described in Sections 1(b) and (c), the Collateral Agent will have obtained, for the benefit of the Indenture Trustee, a valid and first priority perfected security interest in such Collateral, in respect of which the Collateral Agent will have Control, subject to no other Lien. None of the Collateral is or shall be pledged by the Pledgor as collateral for any other purpose.
Title to Collateral; Perfected Security Interest. The Pledgor has good and marketable title to the Pledged Items, free of all Liens (other than the Lien created by this Collateral Agreement) and Transfer Restrictions (except for any restrictions as contemplated in Section 3(e) hereof). Upon delivery or transfer of the Pledged Items described in paragraph (b), (c) and (d) of Section 1 to the Collateral Agent hereunder, the Collateral Agent will obtain a valid and, to the extent perfection can be obtained under the UCC, first priority perfected security interest in, and a first lien upon, such Pledged Items subject to no other Lien. None of the Collateral is or shall be pledged by the Pledgor as collateral for any other purpose.
Title to Collateral; Perfected Security Interest. Pledgor has good and marketable title to the Collateral, free of all Liens (other than the Lien created by this Agreement) and Transfer Restrictions and has good, right and lawful authority to assign, transfer and pledge such Collateral and all additions to such Collateral and substitutions for such Collateral under this Agreement. Upon delivery of any Collateral to the Collateral Agent hereunder, the Collateral Agent will obtain a valid, first priority perfected security interest in, and a first lien upon, such Collateral subject to no other Lien. None of the Collateral is or shall be pledged by Pledgor as collateral for any other purpose.
Title to Collateral; Perfected Security Interest. The Pledgor has good and marketable title to the Pledged Items, free of all Liens (other than the Lien created by this Collateral Agreement) and Transfer Restrictions (except for any restrictions as contemplated in Section 3(e) hereof). Upon delivery or transfer of the Pledged Items as described in paragraph (b), (c) and (d) of Section 1 to the Collateral Agent hereunder, the Collateral Agent will obtain a valid and, to the extent that perfection can be obtained under the UCC, first priority perfected security interest in such Pledged Items subject to no other Lien. None of the Collateral is or shall be pledged by the Pledgor as collateral for any other purpose.
Title to Collateral; Perfected Security Interest. With respect to ------------------------------------------------ each item of Collateral, including, without limitation, the Receivables, the Borrower owns good and marketable title thereto, free and clear of all Liens, charges or claims except Liens permitted hereby or Liens which would not have a material adverse effect on the value of the Collateral or the collectibility of the Receivables. Upon the funding of any Loan, the Agent, for the ratable benefit of the Lenders, shall have a perfected security interest of first priority under applicable law in the related Collateral subject to no other Liens.
Title to Collateral; Perfected Security Interest. The Pledgor (i) has paid full purchase price (within the meaning of Rule 144(d)(1) under the Securities Act) for the VIP Shares pledged in accordance with Section 1(b) more than two years prior to the date hereof and has good and marketable title to the Pledged Items, free of all Liens (other than the Lien created by this Collateral Agreement) and Transfer Restrictions (except for Permitted Transfer Restrictions) and (ii) is not and will not become a party to or be otherwise bound by any agreement, other than this Collateral Agreement, that (x) restricts in any manner the rights of any present or future owner of the Collateral with respect thereto or (y) provides any Person other than the Pledgor, the Collateral Agent or the Securities Intermediary with Control with respect to any Collateral. Upon re-registration of the VIP shares constituting Collateral hereunder on the shareholders register of VIP in the name of the Custodian acting as nominee for the Securities Intermediary and the crediting by the Securities Intermediary of such VIP Shares to the Collateral Account, the Collateral Agent will have obtained, for the benefit of the Trustee, a valid and first priority perfected security interest in such Collateral, in respect of which the Collateral Agent will have Control, subject to no other Lien. None of the Collateral is or shall be pledged by the Pledgor as collateral for any other purpose.